Geiger Counter Ltd Geiger Counter Ltd : Agm Statement
08 Marzo 2018 - 2:37PM
UK Regulatory
TIDMGCS
GEIGER COUNTER LIMITED - AGM
Geiger Counter Limited held it's Annual General Meeting on the 8 March
2018 at Ordnance House, 31 Pier Road, St Helier, Jersey.
The Chairman of the AGM is pleased to report that the following ordinary
resolutions, each as listed in the notice of annual general meeting
distributed in December 2017, were passed by the members:
1. To receive and adopt the Report of the Directors and the financial
statements of the Company for the year ended 30 September 2017, together
with the auditor's report thereon.
2. That KPMG Channel Islands Limited, Chartered Accountants, be re-appointed
as Auditor and that the Directors be authorised to determine their
remuneration.
3. To approve the Directors' Remuneration Report for the year ended 30
September 2017.
4. That, pursuant to article 45.1 of the Articles of Association of the
Company ("the Articles"), the Directors shall extend the life of the
Company from the eleventh anniversary of the First Closing Date until the
next annual general meeting of the Company, when a further extension will
be sought.
5. That ordinary shares (the "new shares") may be issued by the Company in
one or more tranches over a period from the date of the AGM to the next
AGM of the Company, at a premium over the net asset value per share and
that such issue of new shares is approved in accordance with article 6.1
of the Company's Articles.
6. To re-elect George Baird, a Director retiring by rotation, as a Director.
7. To re-elect Gary Clark, a Director retiring by rotation, as a Director.
8. To re-elect James Leahy, a Director retiring by rotation, as a Director.
9. To re-elect Richard Lockwood, a Director retiring by rotation, as a
Director.
The Chairman is pleased to report that the following special resolution,
as listed in the notice of Annual General Meeting distributed in
December 2017, was passed by the members:
1. That the Company be and is hereby generally and unconditionally
authorised, pursuant to and in accordance with article 57 of the
Companies (Jersey) Law, 1991 (as amended) (the "Law") to make market
purchases of its own ordinary shares in the capital of the Company (the
"ordinary shares") on such terms and in such manner as the Directors of
the Company shall from time to time determine, provided that:
1. the maximum aggregate number of ordinary shares hereby authorised
to be purchased shall be such number as represents 14.99 per cent
of the aggregate number of ordinary shares in issue as at 8 March
2018;
2. the minimum price which may be paid for an ordinary share shall be
1p;
3. the maximum price exclusive of any expenses which may be paid for
an ordinary share is an amount equal to the higher of 5 per cent
above the average of the middle market quotations for an ordinary
share as derived from the London Stock Exchange for the five
business days immediately preceding the date on which such
ordinary share is contracted to be purchased;
4. the authority hereby conferred shall expire on 18 months from the
date of this Special Resolution, unless previously revoked, varied
or renewed by the Company in general meeting;
5. the Company may at any time prior to the expiry of such authority
make a contract or contracts to purchase ordinary shares under
such authority which will or might be completed or executed wholly
or partly after the expiration of such authority and may make a
purchase of ordinary shares in pursuance of any such contract or
contracts;
6. the Directors of the Company provide a statement of solvency in
accordance with articles 53-57 of the Law; and
7. such shares are acquired for cancellation.
For more information please contact:
Craig Cleland
CQS (UK) LLP
Tel: +44 (0) 2072015368
Lisa Neil
R&H Fund Services (Jersey) Limited
Tel: +44 (0) 1534 825336
This announcement is distributed by Nasdaq Corporate Solutions on behalf
of Nasdaq Corporate Solutions clients.
The issuer of this announcement warrants that they are solely
responsible for the content, accuracy and originality of the information
contained therein.
Source: Geiger Counter Ltd via Globenewswire
(END) Dow Jones Newswires
March 08, 2018 08:37 ET (13:37 GMT)
Copyright (c) 2018 Dow Jones & Company, Inc.
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